Spiderman: Intermission
by Shadowsnake89
Summary: A collection of short stories before Warzone Part:2, as both heroes and villains alike prepare for the big finale.
1. A Change of Scenery

Peter takes his first steps off the bus as he approaches the Xavier Institute, wearing a hoodie that covers his face. He stops at the front gate and hits the buzzer. "Hello?" he says, speaking into the intercom. The gate slowly opens as he walks in, walking down the long pathway to the school itself. He approaches the front door and knocks. As the door opens he is greeted by what looks like a big blue cat wearing a black suit. "Uh?" the boy says somewhat dumbfounded.

"Greeting, I am Dr. Hank McCoy. Welcome to the Xavier Institute for Higher Learning." The blue man says in a very dignified voice.

"Wait, Hank McCoy? The Hank McCoy?" Peter says shaking his hand excitedly. "I'm such a huge fan of your work. I've read all your books."

"Glad to meet you. Jubilee said you'd be coming. Come inside, Professor Xavier will want to meet you. This way please." McCoy leads him down a long hall. As they make their way to the office Peter looks out of the window on his left and sees the large pool behind the school where several of the students are lounging. He also sees the tennis and basketball courts as well.

"Where is Jubilee by the way Mr. McCoy?" Peter asks.

"Oh she's off on a…field trip of sorts with her group."

"Group?"

"Yes, the students here are divided into groups and everyone in the group helps the others in various subjects that they may not be the sharpest on. In the end they are graded as a whole rather than individually."

"Oh, a real team effort huh?" the two finally reach the Professor's office. Dr. McCoy opens the doors and behind the desk sits a bald man who looks up at the two.

"Professor, Jubilee's friend has just arrived." Hank introduces.

"Thank you Hank. Welcome to the Xavier Institute." The Professor welcomes as Mr. McCoy exits the room.

"It's a pleasure to meet you sir." Peter says as he reaches over the desk and shakes the Professor's hand.

"Likewise. Jubilee speaks very highly of you. Tell me a little about yourself Mr.?

"Peter sir. Well I don't think there's much to tell. I've had my powers for almost three years now. I've got super reflexes and the ability to stick to walls. Nothing too special."

"Humble, that's very good Peter. Many people in your position would abuse that power."

"My uncle always told me that with great power there must always come great responsibility sir."

"Very true, and that is one of the reasons I established this school, to teach the students how to manage their powers so that they can co-exist with humanity. I'm sure you are anxious for a tour of the facilities."

"Actually sir, if it's not too much trouble I'm actually pretty exhausted."

"No problem, there will be plenty of time for a look around tomorrow." Xavier presses the intercom. "Ororo would you come in here please?" a few moments later a dark skinned woman with long white hair enters the room. "Would you be so kind as to show Peter here to his room?"

"Of course Professor. Right this way." She says as she leads the way.

"Professor, one question. What are your powers?" Peter asks standing in the doorway.

Xavier smiles slightly. "Telepathy my young friend. No need to be alarmed, your mind is your safe haven. I will respect that."

As Peter follows Ororo down the hall, he sees four students walking past him conversing. One he sees instantly is blue with a long tail, another is a young girl, possibly twelve with blond hair in pigtails. The two on the other side are just as interesting. The girl has pink hair and butterfly wings accompanied by her friend who appears to be made out of rock. "They seem like a fun bunch." Peter jokes.

"I'm glad you like them." Ororo says. "They're your new group."


	2. Me,Myself, and It

In upper Manhattan Sally Avril sits in her room in her family's home curled up in her bed. She sits up looking at the ceiling humming to herself. She turns on the tv and sees a news report.

"There has been an 80% rise in crime according to recent polls. The cause? According to most on the streets has to do with the disappearance of the hero Spider-man as well as other heroes in the area."

A sly smirk runs across Sally's face as she notices something out of the corner of her eye. She looks over at the window as the symbiote squeezes itself under the glass. "Oh hey baby. I was wondering when you'd get home." She kneels down as the creature crawls into her hand. "Give mommy kiss-kiss." She says happily as the creature rubs up against her face, than reunites itself with her.

"Sally are you alright in their?" her mother calls to her from the other side of the door.

"I'm fine mom, just getting changed for tonight. I'm meeting some friends later." She says with a wicked smile.


	3. Doing Time

"So how long are you in for?" Liz asks Mary Jane behind the security glass as the two talk over the phone.

"Well considering we've been charged with several counts of armed robbery and assault, I seriously doubt we'll be out by Christmas."

"Don't give up just yet. I'll figure out something, but first I need to know a little more."

"What else can I tell you? I don't even remember what happened, none of us do. But they have us on camera without our masks on and that's all the evidence they need."

"Alright time's up." One of the guards says.

"I'll see you tomorrow." Mary Jane says as she sees a very scary looking woman walk by her. "Hopefully."

"Dinner time." The guard says as Mary Jane gets in line, grabs her tray and meal, and takes a seat in the corner hoping not to be seen.

A woman, slightly older than her meekly walks over and sits across from her. She has spiky hair dyed pink and wears a glowing collar around her neck. "Um, hi." She says quietly. "What are you in for?"

"Alleged armed robbery. You?" Mary Jane asks the nervous inmate.

"Grand theft auto."

"What's with the pretty necklace?" Mary Jane asks.

"It…It protects my voice." Before she can explain any further, a very large inmate with long brunette hair walks over to the two. "What did I tell you Merissa? Don't try to hide for me."

"I'm sorry ma'am." The pink haired girl says panicked as the large woman turns her attention to Mary Jane.

"Well what do we have here, new meat? Well I'll give you the quick overview. Everyone and everything in this place is my property, understand?" she says as Mary Jane ignores her looking down at her food, causing the woman to slam her hand against the table. "Hey didn't you hear me?"

Mary Jane responds by jabbing her plastic fork into the inmate's hand causing her to scream out in pain. She then leaps over the table and swings around the woman's back driving her knees into her, knocking her face into the table. She lands down behind her as she falls flat on her back. Many of the other women sit silently for a few seconds, than break out in cheers. "Alright break it up. Everyone back to your cells!" the guard shouts as everyone gets into single file and march out the cafeteria.

Merissa walks directly behind Mary Jane. "I don't believe it. You stood up to Pound Cakes."

"How'd she get a nickname like that?"

"It's probably better you don't know. But seriously I think you're going to fit in just fine."


	4. Changing of the Guard pt1

In a large building in the center of the city Sable Manfredi, wearing a blue shirt under a black jacket and pants walks through the upper level. As she passes down the hall she sees several men working out of one of the offices. "What do you think you're doing?" she demands.

"Ah pleasant as always Sable." Bernard Gou says coming out of the office. "As for these gentlemen, well it seems that during the extensive renovation of this facility, my offices seem to have been overlooked. So naturally I took it upon myself to hire them to fix it for me."

"We're all done here Mr. Gou." A worker with long black dreadlocks says to him.

"Excellent work, stop by tomorrow for your pay. And now Sable if you will excuse me I have a prior engagement to attend to." He says politely with a bow as she sneers at him and he leaves through the elevator.

A short while later Sable stops in her father's office. He stops working on his laptop and looks up. "Morning Sable."

"Morning daddy." She says with a smile. "I think we have a problem though."

"And what's that?"

"It's Gou, he's up to something but I'm not sure what."

"I've had him monitored since the breakout and haven't found anything on him. I admit I don't believe he's not up to something, and I really don't trust his bids for power but for the time being we have nothing on him."

Just then one of Manfredi's men walks in. "Sir you need to see this." he hands Silvio a video pad. "I got the message just now." On the screen Gou is shown tied up and hanging from a crane over a car crusher, as Mr. Negative walks on screen.

"Greetings Mr. Manfredi, I'm quite sure you know me, because I know you quite well. And I believe you know this man behind me. Now let's get down to business. These rumors of a gang war are pure non-sense. I am sure we can settle this like rationale gentlemen. So I propose we meet at the location on the bottom of the screen, just you, me, and your organization's top bosses. Otherwise Mr. Gou here may come back a bit shorter and thinner. You have half an hour after this message ends to show up." The transmission than cuts out abruptly.

"Oh well poor Bernard." Sable says with a slight smile.

Silvermane stands up and puts his jacket on. "We're going. If he wants to talk this out, alright. If this is a trap then we can take care of him once and for all."

"You're seriously going through all this trouble for Gou?" Sable asks.

"It's not for him. If we do nothing than we might as well roll over for this clown. No one calls Silvio Manfredi's bluff. Wait here, me and the boys will be back in a while." He says as he gets on his phone and calls the other bosses and heads out the door.

As Sable and a few of the men wait in the building, she sits in her father's chair leaning back in it, occasionally checking her watch. She then hers a sound outside the office door and gets up. "Hello?" she says with no response. She hears it again and walks over looking outside. Sable cautiously walks down the hall and notices that the guards our not at their usual positions. Suddenly she hears a groan from the other side of a door. She slowly opens it as a guard falls out, his shoulder bleeding severely. "Are you alright?" she asks as the guard nods lightly.

Her phone rings as she answers. "Daddy, is that you?" she says in a low voice.

"Sable, get out of the building it's a trap. It was a setup." The call then ends as she looks up and sees three of the guards running back down the hall. "What's going on?"

"Ma'am, we have intruders in the building. We're the only ones that made it back. You should head back to the office until this is over." He says as the trio trains their guns down the hallway.

"No, my father and the others need our help. We'll deal with these first and head to their location." She says pulling two pistols from her jacket holster. The group wait for the intruders as a long pause sets in. Suddenly four men in black drop from the ceiling, knocking two of the guards down causing them to fire their weapons at random, almost hitting Sable and the other guard. Sable jumps back and opens fire on the invaders, who nimbly dodge the shots as the one jumps in front of her, kicking the guns out of her hands. She quickly regains her balance and engages the attacker in hand to hand combat with a series of kicks.

The two guards spin around and open fire on two of the attackers, hitting one in the back as he seemingly dissolves to dust, causing them to look on in disbelief. The other turns around and rushes the two slamming them into the ceiling. Sable and the remaining guard head down the hall as the other three give chase. As they head down the hallway they run into several Inner Demons that cut off the route down the hall. "What now ma'am?" he asks as they stand in front of her father's office. One of the three in black lunges at the two only to be cut down by the wounded guard down the hall as he supports himself on the wall, opening fire on the group. "Go!" he shouts as Sable and the remaining guard head into the office, locking the door behind them.

Sable walks over to the wall and presses a piece in, revealing a secret passageway. "My father had it installed, it'll take us out of the building." She says as the guard looks at the door.

"You go, I'll hold them off." He says holding his gun to the door.

"Try to stay alive, alright?" she tells him with a smile as she hesitantly heads through the tunnel as the doorway closes behind her. She crawls down the pathway, hearing a loud explosion from the floor she was just on as she heads down the tunnel to the parking garage adjacent to the building. She looks back over at the building as the floor she and her guards were on is engulfed in flames. Sable looks on in disbelief, then rushes to her motorcycle and heads off to her father's location as fast as she can.

She reaches the junkyard where the meeting was to take place and finds the area swarming with police as they have cordoned off the area, attempting to combat the Inner Demons guarding the outside of the yard. She parks her bike a few blocks away and sneaks around the police blockade. She climbs over the metal fence inside and sneaks around. She peers around a corner and sees the horrific sight of the massacred bosses as Silvermane himself in his exo-suit takes a stand against Mr. Negative and a very free Bernard Gou. He attempts to rush the two as Gou presses a button on the remote in his hand. It triggers a large magnet connected to a crane that lifts Manfredi off of the ground and moves him over the car crusher. "You know I had to go to a lot of trouble to orchestrate all of this. I even had to have my office rigged with explosives to take care of your boys back at HQ. So thank you Mr. Manfredi for your cooperation." Gou says as he presses the release button that drops Silvermane in the machine. Sable attempts to help but is petrified with fear, her hands violently shaking. "And say hello to Sable for me won't you?" he presses the button that starts the machine. Sable covers her ears as her father screams out, tears rolling down her face.

"Well that couldn't have gone better if I do say so myself." Gou says as he turns to Mr. Negative who is revealed to be the Chameleon. "Excellent performance. Now I have all the fuel I need to get the rest of the families behind me to fight Negative and his men."

"Thank you for securing my release." Chameleon says as Mysterio appears next to the two.

"Now if you would be so kind Mr. Beck." Gou says as the trio and the false Inner Demons disappear in a large cloud of green smoke, leaving the police baffled.

Sable manages to sneak back out and heads to a small safe house where her equipment is hanging on the walls. She stumbles in and falls to her knees inside, looking at her shaking hands. They suddenly stop shaking as she curls them into fists, silently vowing revenge.


	5. New Hope

"So let me get this straight, you're Eddie Brock?" Fire Star says as she observes the ebony creature several feet in front of her as it nods slowly.

The white substance slowly peels back from his face revealing Eddie Brock. "It's me Liz. I think we need to talk." Eddie says.

"Okay." She says as she relaxes a bit. "So what's with the reverse venom get up?"

"I call it Anti-Venom. I used trace samples of the symbiote still in my blood and combined it with a chemical formula to create a non-sentient suit that I can make at will. I made it to stop the symbiote."

"Don't worry we tackled that problem. Still I could really use your help here Eddie. Peter and Hobie left for the summer, Mary Jane's been arrested, and I'm down a few others."

"Yeah, I heard about that, losing Gwen has really got Pete down. Did you talk to him before he left?"

"Yeah, I tried to talk him out of leaving, for all the good it did."

"Don't beat yourself up about it. My bro's strong, he'll get through this, we all will. But until then I've got your back, so what's the plan?"

"I got a recommendation that maybe we should lay low for a while, let the crooks get comfortable with no heroes and then hit them hard when they least expect it."

"Sounds like a plan."

"I sure hope so."

Later that night the two take off over the city and see the remaining Enforcers, Bullwhip, Hammer Harrison and Ricochet conversing with Bernard Gou. "Sorry Mr. Gou, but we have a prior engagement to attend to." Montana states to him.

"If this about your boys in lockup I can get it done, no problem." Gou says assuredly.

"Yeah if you're talking about joining them," Fire Star says hovering over.

"then we can make it happen." Anti-Venom finishes landing down behind the group.

"I get you don't work for me, but get them." Gou shouts as the Enforcers attack, Bullwhip knocking Anti-Venom back with Harrison joining him. Ricochet eyes up Fire Star and propels toward her. She opens with a burst of fire but is knocked out of the air by the bouncing villain. Anti-Venom dodges Harrison's punches and throws him to the side. Bullwhip swings his cords at the hero only for him to grab hold of the weapons.

"Poor choice son." The enforcer says as he sends an electrical charge through the coils, electrocuting him. Fire Star unleashes a flurry of fire balls at the group as Ricochet bounces around her and hits her in the back, forcing her right into Harrison's exploding punch, sending her flying against a wall.

"Uh, I know it's not very heroic but maybe we should…" Fire Star says staggering to her feet.

"Yeah I was just thinking the same." Anti-Venom says as they retreat onto a roof and away from the trio.

"Ha ha, you see? What did I tell you? The heroes are no match for us now. So what do you say boys, do we have a deal?"

"Well Mr. Gou if you can make it happen, then you got yourself a posy." Montana says as he shakes their new employer's hand.

On a nearby roof, Fire Star and Anti-Venom sit hidden as they watch the aftermath of their staged defeat play out. "Nice work partner." She says as the two fist bump.


	6. Seperate Ways

At a small outdoor restaurant in the city a man sits reading his paper after finishing his breakfast. He then pays the bill and departs, leaving behind the remains of his meal. The plate I swiftly snatched upward onto the roof of the building as one of the bus boys looks on in confusion at the empty table. On the roof the three clones Michael, Vana, and Patrick sit in ragged civilian clothing, devouring the scraps.

"This sucks." Patrick says as he throws the food to the roof. "Why are we stuck here eating this garbage?"

"Patrick don't waste food." Vana says to him as she tries to pick it up only for him to step on it.

"Food? Are you kidding me? We're above this. We're stronger than any of them down there. We should be taking what we want from them."

"Don't talk like that. We're better than common criminals." Michael says as he stands up.

"Exactly, we're not common in any sense of the word. Every low life in this city is taking advantage of Spider-man and his loser friends gone. Why aren't we getting in on it?"

"With great power comes great responsibility."

"Oh yeah that's right, you're mister goody two shoes now. You spend a few days with the old guy and suddenly you're all self-righteous." He shoves Michael before walking near the edge of the roof, putting his mask on. "Well if you want to scrounge in the gutters the rest of your life then be my guest. I've got bigger plans." He swings off leaving the other two on the roof.

Michael looks on shaking his head in disappointment. Suddenly he looks over at Vana who stands up with a blank stare on her face. "Vana, are you okay?" he asks as she instantly rushes off. He immediately gives chase as she darts several blocks down. "Vana stop!" Vana eventually reaches an intersection as an elderly woman is almost hit by an oncoming car. She lands down out of sight of the crowds of people and swiftly dashes out pushing the woman out of the way.

"Oh thank you young lady." The woman says as the girl helps her up. "Oh my, you're hurt." Vana looks down as she sees a large bruise on her leg through her already tattered clothing.

"Vana, are you alright?" Michael calls out as he rushes over to them.

"Yeah I'm fine." She says as the two hug.

"You have a very brave sister young man. Your parents must be proud of the two of you." The woman says as they get back to the sidewalk.

"Actually ma'am we don't have any parents. We've been on our own for a while now." Vana says.

"Oh, I'm so sorry. Why don't you come with me and we'll get you a nice hot meal and some new clothes?"

The two hesitate but finally agree and accompany the woman. "So do my heroes have names?"

"I'm Michael and this is my sister Vana."

"Nice to meet you, I'm May Parker, but you can call me Aunt May if you like."

As the trio walk Michael whispers to Vana. "How did you do that? How did you know someone was in trouble from that far away?"

"I don't know, it just kind of came to me in my mind. I just hope Patrick's okay."

Across town Patrick has met up with Black Cat at one of her small hideouts. "Well kid what brings you here? Didn't you say you had a brother and sister to go back to?"

"We had a…disagreement." He says in his spider costume.

"Well you're welcome to stay here as long as you like. But first level with me, Eugene's not your dad right? Because I have a pretty good idea who is."

"You've got me there. Yeah he ain't my old man, but it's not the other guy either, not exactly. We, that is, my siblings and me were cloned from his DNA."

"Wow, I guess that's a little more complicated than I would have thought. Still not as interesting though."

"Frogman told me you had something against Spider-man. What's that all about?"

"Long story kid." Cat looks at the clock on the wall and decides to head out. "I'll be back in a few hours, help yourself to anything in the fridge."

Later that night she reaches her destination, a high security bank vault in a high rise building. She easily bypasses the security controls and enters the vault. "Piece of cake." She says as she looks around inside at all the valuable statues, priceless artifacts, and stacks of money. She quickly turns around and sees several guards, with their guns trained on her.

"Don't move! Hands in the air, now!" one says as she slowly complies. Suddenly two of the guards are taken down by Patrick as he lands down kicking two more away as Black Cat leaps out of the safe taking out another.

"What are you doing here kid?" she asks as she performs a somersault kick that knocks out another guard.

"Thought I could help, and by the looks of it you needed it."

"Alright kid, but if you're gonna team up with me you follow my orders got it?" she says as he nods in agreement. The two make quick work of the guards. The last guard, half conscious, attempts to throw a grenade at the two. Michael dashes toward him, putting his left hand on the man's face. Suddenly smoke and the smell of burning flesh begin coming from the guard's face as he screams in agony. Michael releases him as the man falls over, moaning in pain. "What was that?" Cat asks, obviously alarmed at what she's just seen.

"Don't know. I call it 'The Mark', I'm the only one of us who has it. I always knew it would come in handy. So now what?" he says casually.

"Well, now that Mr. Negative runs this section of the city we'd usually inform him of our take and give him his cut. Luckily the guards are knocked out and no one will question that in the heat of the fight all the property was destroyed by a few misplaced grenades thrown by some clumsy security forces. All except for this little statue and a little cash." She says as she picks up a small cat figure and stuffs a duffle back full of money, tossing it to Patrick. She then collects the grenades from the guards and bundles them together along with a small explosive of her own tossing them inside the vault and closing the door halfway. "Time to learn the tricks of the trade kid, first and foremost; how to cheat your new employer." She then preps the device and the two exit the window just as the explosion goes off.

"I think I'm going to like this job." Patrick says excitedly.


	7. Grasshopper

At an airport in San Francisco, Hobie arrives after an uneventful flight. As he exits the plane he takes in a deep breath, than heads over to the luggage rack to grab his bags. "Hey little bro, it's been a while." His brother Abe says as he and his two friends greet him. "Hobie, this is Lin Sun and Bob Diamond."

"Robert Diamond actually, sounds more dignified." The blond man says.

"Nice to meet you." Lin Sun says as he shakes Hobie's hand.

"Thanks, I'm really excited to get my training started."

"No problem little bro, but don't think I'm gonna take it easy on you just because were brothers."

The group head back to the loft over the trio's dojo. "This is where you guys stay, pretty cool." Hobie says as he seats his bag down.

"Yeah, it's alright. You'll stay in that room over there." Bob says as he heads to his room.

"Make yourself at home, and help yourself to anything in the fridge." Lin says.

"Uh, not the pizza that's mine." Bob says sticking his head out of his room.

Hobie puts his bags down and settles in. He picks up his cellphone and dials. "Hey, it's me. Yeah, thanks for sending the suit. Yeah, I know you could handle it but this will give me the chance to know this thing inside and out. I can make my own tweaks to the systems and really see what it's capable of. I'm pretty good with tech myself. I heard you out of the game anyway. It is pretty tough out there. We could really use your help though but if you've already made up your mind. Thanks again for sending the gear." He hangs up the phone as he looks up and sees Abe standing in the doorway

"Something you wanna talk about Hobie?" he asks. Hobie picks up his bag and opens it revealing his Prowler gear. "This is a joke right?" his brother says laughing lightly.

"No Abe, wish it was." Hobie and Abe talk as the younger brother explains everything. "So that's why I came down here, I need to get this thing under control before someone gets hurt. I knew you guys could teach me to, you know, find my balance or something."

"Hmm, well from what you said it doesn't sound like it will be easy, but if you're willing to commit to the training we'll see what we can do."

"Thanks bro, I mean sensei." He says as he bows to his brother as Abe does likewise.


	8. Let Freedom Sing

At the women's wing at Ryker's, Mary Jane sits in the yard as she and her fellow inmates are at the workbenches. "That's incredible!" Melissa says as she watches Mary Jane bench press 500 pounds with seemingly no difficulty.

"Yeah, I had a really good personal trainer outside." Mary Jane says as she gets up from the work out and takes a walk around the yard. "I really have to thank you Melissa. It's been nice having someone normal to talk to around here."

"Mostly normal." Melissa says as they continue down the center of the yard. "But won't you be leaving soon?"

"With any luck, my friend's father has a pretty good lawyer. Hopefully I can at least get out on bail." Just then her spider-sense goes into overdrive. She looks down and sees a grenade at her feet. "Get down!" she shouts as she tackles Melissa out of the way as the explosive goes off. The two look up to see Comet and Warp hover down with at least a dozen other jet troopers flying over firing at the guards.

"Okay gentlemen we have six targets." Comet says as he uses the hollow screen inside his mask to identify the six women in the prison, one of them being Mary Jane. He guides his mean to capture each of the targets. One by one they begin to snatch the girls from the yard. One of the troopers heads straight for MJ, only to be grabbed and tossed to the ground by the red head.

She quickly grabs the gun from the downed thug and fires at one of the troopers headed toward another of the F.E.A.S.T. girls, knocking him out of the air. She fires at another and hits his pack. He quickly descends, dropping the girl and hurrying to get his pack off before it explodes. "Come on, they're after us." Mary Jane says as they dash back inside as the guards attempt to restore order. She ducks down inside and looks over to see Melissa frantically trying to remove her collar. "What are you doing?"

"Trying to save us, I need to get this off." Mary Jane decides to help and, out of the sight of the guards effortlessly rips the collar in half. "How did you…?"

"You want to ask questions or do you want to stop these guys?" Mary Jane asks as the two rush back out the door despite the guards shouts to stop. "Hey over here fly boys." MJ shouts playfully at Warp.

The aerial villain teleports in front of her. "Hey sweet stuff, you're coming with me." He says.

"Not so fast cutey, never on the first date." She says as she flips him over her shoulder slamming him on the ground. She then grabs a blaster from the ground and opens fire on the hostage holders, freeing the last two inmates as the jet troopers fall to the ground. The frightened girls dash back to the doorway. Warp teleports in front of them only to be punched in the stomach by MJ. He jumps back and takes to the skies rejoining his comrades as they prepare to counter attack. "Melissa, if you came to help, now would be an excellent time."

"Stand back." she says as she opens her mouth. Suddenly she begins to release a loud sonic blast through the air in Comet and his men's direction knocking the back as dust kicks up through the area. Mary Jane and the others cover their faces as Melissa continues her barrage.

"Fall back!" Comet shouts.

"What?" Warp responds unable to hear the commander over the loud sound.

"Fall back!"

"I can't hear you!"

Comet finally relents and flies away, the rest of his men finally following suit. Melissa finally stops and closes her mouth as Mary Jane rushes over. "That was amazing. How'd you do that?"

"I'll tell you about it later." Melissa says in a raspy voice, her throat dry from the sonic blast. The guards rush over to her as she puts her hands up and surrenders. "You guys think I could get a glass of water?" she says as they escort her and Mary Jane inside.

Later that week MJ is picking up her personal belongings as she prepares to leave. As she exits she converses with Melissa on the other side of the gate. "Well I guess this is goodbye for now. Helping stop that little fiasco gave my lawyer a little head way. Even got them to lower my bail. I heard good things are coming your way too."

"Yeah, with any luck, they say they're transporting me to some new facility. They say I might not even have to keep the collar. Thanks by the way. I guess I'll see you around, hero." She says as MJ looks at her in shock. "Don't worry, it'll be our little secret." She waves as Mary Jane gets into a waiting car. She looks on for a few seconds as the car disappears down the highway, then turns and walks down the yard whistling "Jailhouse Rock".


	9. Givin Up

At a small apartment in New York's suburbs Eugene Patillo, a.k.a. Frogman arrives home with his duffle bag of equipment. "Hey Eugene is that you?" his father calls from the living room watching tv.

"Yeah dad it's me, home early today."

"How'd it go?"

"Eh, the super hero thing didn't exactly pan out. I'm going to see if Mr. Martin is still hiring."

"You sure son, you seemed really excited the last couple of weeks. What about that girl you we're telling me about?"

"Yeah that didn't pan out either. I think it's best if I just hang it up before I make any more of a fool of myself." His dad chuckles a bit then walks over to him.

"You know son, I've probably told you this about a dozen or so times, but when I first put that suit on I got my butt handed to me every time I went out. Even got beat by some clown in yellow and red pajamas, but every single time I got back up and did it again."

"So why'd you keep going?"

"I wasn't going to let them keep me down. If I did then they win. Plus all those jobs I got were to distract those heroes from my partners who did the real work."

"So you were a paid punching bag?"

"Hey, everyone has their role to play."

Eugene stops for a minute and looks up at his dad. "Thanks pop." Just then there comes a knock on the door. Eugene answers to see a woman in a white hoodie with her face covered. "Sable?" he whispers.

"Eugene, can I come in?" she says quietly as he gives a slight nod.

"Hey dad me and my friend are going to my room." As they turn to head to his room Mr. Patillo pulls his son to the side.

"Is that her? Good job boy."

"No dad that's not her. Besides she's like twenty-five." He says as he heads to the room down the hall. They enter and Eugene shuts the door. "Sable are you alright, they said you were dead."

"Not yet, but Gou will be soon, and I thought you might be able to help out."

"Anything you need you got. So what can I do you for?"

"I need to know what's going down on the ground level. I've got men still loyal to my father on the inside but they've been regulated to second line duties since Gou's moved in and put his boys on top."

Eugene opens a back with his laptop in it and turns it on looking through some files. "Well he has been purchasing a lot of tech recently. He's also frequented several tailors for some odd reason. And more importantly he has ties to this Jackal guy, some kind of geneticist, very dangerous guy. But I don't assume you'll be going after Gou now? I mean he and Mr. Negative are prepping for a gang war."

"Exactly, Gou won't be expecting a 'ghost' to strike him then. I need one more thing from you Eugene."

"What's that?"

"Spider-man, and don't play dumb. Just about everyone knows you work with his little team."

"Worked with, past tense, I backed out of that, bad for my health. What do you need him for anyway?"

"Taking out Gou would be beneficial to everyone including him."

"Well unfortunately for you Spidey split town a few weeks ago. I have no idea if he'll be back." just then Mr. Patillo calls.

"Eugene, you've got company, your friend Liz." Hearing this Eugene panics in his head.

"Crud, she knows where I live?" he thinks to himself as he turns to Sable. "Uh, sorry you have to go." He opens the window and frantically pushes her toward it. "Take the fire escape."

"What, why?" she demands to know as Mr. Patillo calls again.

"I'll be right there dad!" he shouts then turning back to Sable. "It's uh…my girlfriend. She wouldn't get serious with me until I told her I was done with this criminal thing. If she sees you here we're done, so please just this once. Come back tomorrow and I'll have more I promise." She nods then climbs out the fire escape as Eugene hurriedly closes the blinds. He opens his bedroom door to see Liz Allen walk in.

"Hey Eugene." She says as she kisses him on the cheek. "How've you been?"

"Uh, great, but how…?"

"How'd I know where you live? You really shouldn't leave this lying around." She hands him his i.d.

"Darn, knew I should have gotten a strap for that, but I doubt you came here for that."

"Yeah, I was really hoping you'd come back to the team. We could use the extra help."

Eugene chuckles a bit. "I don't know Liz, I really wasn't that essential."

"Come on Eugene, you did a good job. All your valuable intel, your tech is pretty good too, you even saved a few people's lives. Scarlet is back, but I have no idea where the triplets are, and who knows when Spidey will be back from Boston. Just promise me you'll think about, please." She says as she says goodbye and heads out.

Eugene sits on his bed and begins to think as he hears the door close. His father than enters the room. "Was that her?" he asks as his son gives a silent nod. "She seems nice. Well come on, we'll go get something to eat." The two prepare to head out, unbeknownst to either of them Sable is still on the fire escape having heard the whole conversation as she then hops down onto the street and runs off.


	10. Changing of the Guard pt2

"You seriously put my name in?" Officer Jane DeWolfe asks partner Stan Carter as they make their way down to Captain Stacy's former office.

"Yeah, I mean your focused, determined, and hard as steel. If anyone was going to take over I think Captain Stacy would have wanted you. And besides, I didn't want all that responsibility. Too much work not enough slack off time." He says as the other officers greet them. "And I'm not the only one. There are about three dozen other officers who think the same and submitted you too."

"Thanks Carter."

"Hey what are partners for?" as they open the door to the office they find Hayashi sitting in the Captain's chair as he has two assistance moving the remainder of Stacy's belongings out.

"Can I help you with something?" he says blandly.

"What do you think you're doing in here?" DeWolfe demands to know.

"If you must know the mayor himself has elected me as new Captain of this precinct and I plan to run a much tighter ship then my predecessor."

"Elected, pfft, more like paid him off." Carter says under his breath.

"Something you'd like to say Officer Carter?"

"No sir."

"Good because I believe now is the time to take back control of this city. Take it back from these criminals, corrupt businessman, and most of all these so called heroes. To that end I have received permission to form a team dedicated to taking these menaces down. And so if you'll excuse me I have much work to finish." As the two leave Hayashi lays a stack of files in front of him on the top in bold letters reads: Project: Code Blue.


	11. Somewhere I belong

At the Xavier Institute Peter in his new X-team costume runs the Danger Room course. The costume is very much like his original mask and all, the only change being the colors changed to the teams blue and yellow. He runs the course with fellow teammates Nightcrawler, Rubbermaid, Rockslide, and Pixie. "Come on you guys pick up the pace. You've got to hate me leaving you in the dust six times in a row." He jokes as he weaves through a set of tendrils.

"Yeah chuck it up web head." Rockslide says as he smashes through one of the steel walls in his path. The concrete juggernaut is caught off guard by a turret on the wall that coats him in green slimy substance that sticks him to the ground. Rubbermaid on the other hand uses her elastic powers to easily bypass the obstacles. She catches up to Spider-man and looks over at him with a smile.

"Check it out Spidey, I'm gonna beat you and I haven't even left the starting line yet." The blonde girl says as the wall crawler looks back to see her legs still at the starting line. In her overconfidence she fails to notice one of the steel walls rise from the ground as she slams her face into it. Her body instantly falls limp across the arena floor as Spidey presses on.

"Guttentaug, Heir Parker, I think I'll be winning this one." Nightcrawler says as he teleports ahead of Peter with Pixie picking up the pace behind him.

"Not today Kurt." Pixie says as she flaps her wings furiously, kicking up a cloud of red dust that covers the room. As it clears Kurt is on the ground half conscious, muttering to himself. "Sweet first place." She says as she flies confidently to the finish line. Only inches away Spider-man swings passed her winning the challenge. "What the…how did you get passed my pixie dust?"

Spider-man turns to her with a web mask over his mouth. "Sorry Megan, maybe next time." He says as she lands down and pouts as the simulate ends and everyone shakes themselves off. "How about I buy you guy's lunch this time around?"

"Would be a nice change of pace for once. How about you Santo?" Kurt says having shaken off the effects of the dust.

"Yeah whatever." Rockslide says as he helps Rubbermaid collect herself as the group heads out.

"Hey Pete, wait up." Jubilation Lee says as she rushes down from the control room. "Pretty impressive in there Parker, you've gotten the hang of this huh?"

"Yeah, it really helps me you know, get my mind off of things."

"I know it hasn't been easy for you since Gwen, but I'm really glad you decided to come. Hey you want to go into town? There are some really good places to grab a bite."

"You know what, that sounds like a great idea." He turns to the others. "Hey I'll catch you guys a little later." He says as he and Jubilation head off.

In town the two walk the streets taking in all the sights and sounds as they sit at the open air restaurant. "It's funny, this is actually the first time I've been out of the institute since I got here."

"You're serious? You've been here for almost two months and you just hang in the danger room and do school work? MADNESS!" Jubilation says as the two begin laughing.

"But seriously, I really like being here. Everyone's been great. Professor Xavier and Ms. Munroe have really helped me feel at home. I'll miss you guys when I head back to New York. Especially you Jubes." As he moves in to kiss her she stops him. "What's wrong?"

"Peter, this is really awkward, but I should've told you this a while ago. Me and Santo have been dating for a few weeks now."

"You and Santo?" he says a bit confusedly.

"I know it seems a bit weird but he's really a nice guy."

"Hm, I guess that would explain a few things. I guess I never would have noticed being so deep in my studies and practice and all. Congratulations though." As he says this an explosion can be heard from several blocks away. "Wow I've really missed those. You want to go investigate?" he says as he reveals his Spider-man costume under his clothes.

"I'll catch up." She says as he runs down an alley and a moment later comes out as Spider-man.

Spidey swings through the streets and sees six armed thugs robbing a bank. "The more things seem to change." He says as he identifies the leader of the group wearing silver body armor and face mask. He jumps down and engages the group, instantly webbing two of the thugs to a wall. The other four open fire on him as he evades the shots. He stops for a moment and looks at where the shots are hitting the walls and sees that they are darts not bullets. "What are you trying to do tag me or something? What are you Safari Joe or something?" the leader then throws down his weapon and rushes Spider-man, who responds by jumping onto the ground and engaging him in hand to hand combat.

As the two duke it out the other thugs load up the van. Two of them grab a large rocket launcher out of the vehicle and take aim above the two. "Are you sure we should do this?" the second says as the first lines up the shot.

"Quit whining. It's just one less share." He fires, hitting a large sign above the two, then hops back into the van as the group takes off.

"You know I like to make it a point to get to know who I'm fighting." Spider-man says as he swiftly pulls off the leaders mask, revealing Silver Sable. "Sable Manfredi?" he says shocked. Just then the large sign above them falls as part of the debris hits Sable, knocking her to the ground. "Everyone get back!" he tells onlookers as he grabs the unconscious Sable and carries her to the top of a building using one hand and the other to fire a web net to slow the signs fall. He lays the silver haired woman down, freeing him up to suspend the sign with his webbing. He then lowers it safely to the ground. As he breathes a sigh of relief he turns his attention back to Sable. "Sable wake up. Are you alright?"

She opens her eyes slowly and smiles at him. "I am, now that you're here." She reaches her right hand up and touches the side of his face. This action releases a stream of smoke from her sleeve that knocks the hero out. After a few minutes she regains her full senses and puts him over her shoulder, using a small jetpack to escape with her captive. As she leaves Jubilee sees the action and tries with all her might to keep up only to lose sight of the two.

Spidey comes to hours later in a small warehouse and finds himself strapped to a chair with duct tape. He could normally rip these restraints apart with ease but finds his strength useless as he attempts to free himself. "That won't do you any good. I filled you with enough muscle relaxants to stop Rhino in his tracks." Sable says as she descends a staircase. He keeps trying as she gets closer. "Hold on there. I just want to talk."

"You know when most people want to have a discussion they call and set up a meeting, not knock you out, drug you and strap you to a chair. So you can see where I am a little skeptical at this point."

Sable chuckles for a moment. "You really grate on peoples nerves, you know that?" she says as she circles him. "But right now I could really use your help. I don't know if you've noticed or even cared but Manhattan is about to be torn apart by a gang war between Mr. Negative and Gou."

"Gou?" Spidey asks puzzled.

"He's the new reigning boss of the crime families, the man who hired the Scorpion to kill you, the man who…murdered my father." she states, almost breaking down on the last few words before regaining her composure.

"Sable, I'm sorry."

"Don't be, I've learned from that. My father's death helped to make me stronger, to see what I'm truly capable of. That's why I wanted to get your attention. I want you to help me take down Gou, for good."

"I…I can't do that, and I don't think you want to either."

"This man killed my father, and if he has his way he'll kill hundreds more to get what he wants. Could you really live with yourself knowing those people died because you didn't stop one man?" she looks at him and, even with his mask on she can tell he's conflicted. "I know it may go against your code, but do it for them, for your friends and family" she says in a light, compassionate voice. "I'm not asking you to decide right here and now, I'm just asking you to please think it over." She lifts his mask up just slightly above his mouth as he attempts to resist and kisses him on the cheek. "That's for rescuing me." She says as she takes off.

"Peter, Peter." He hears a call go out as Jubilee and his institute teammates bust in to find him. "There you are. Santo get him out of there." She says as he rips his restraints off.

"Thanks you guys, you came just in time. Although a little earlier wouldn't have hurt."

"Sorry Pete, Professor Xavier had a hard time pinpointing your location, don't know why. Are you okay? What happened?"

Peter stands up to look around and in the opposite corner sees the group of thugs from earlier tied up and the money next to them. "Just had a little reminder of where I need to be."


End file.
